You might almost call this opera buffa if there weren’t so much serious money involved.
On Monday, when former Parmalat finance chief Fausto Tonna was led into the public prosecutors’ office in Parma, Italy, he angrily told journalists, “I wish you and your families a slow and painful death,” according to Reuters.
It’s another small episode in what’s fast becoming one of the most outrageous corporate frauds of the past few years. The Italian food giant’s massive fraud has landed more than a half-dozen top executives in jail, entangled at least two major accounting firms — and now turned attention to a number of major international banks.
Parmalat — which, like Enron, allegedly used related companies to hide the parent company’s losses — acknowledged in a December 19 press release that assets in its 2002 audited financial statements were overstated by at least $4.9 billion. Published reports now say that the overstatement could exceed $12.7 billion.
The company filed for bankruptcy protection on Christmas Eve.
The Securities and Exchange Commission has sued the company in U.S. District Court in the Southern District of New York, accusing it of engaging “in one of the largest and most brazen corporate financial frauds in history.” Manhattan District Attorney Robert Morgenthau and the U.S. Attorney’s office in Manhattan are reportedly conducting their own investigations, according to Reuters, citing a source familiar with the investigation.
Parmalat founder Calisto Tanzi is sitting in a Milan jail, accused of making false statements and committing fraud. He has admitted to siphoning off $624 million of the company’s money into his family’s firms, according to Reuters.
Tanzi, who was not charged in the SEC civil complaint, is not exactly being treated as an enemy of the people in Milan. He has his own shower and a little camping stove to cook food, according to Reuters, citing a source who knows the prison regime.
Meanwhile, seven other people are being held and questioned in Italian jails, according to Reuters. They include two former Parmalat chief financial officers, Tonna and Luciano Del Soldato; two executives of auditor Grant Thornton, Lorenzo Penca and Maurizio Bianchi; Parmalat employees Gianfranco Bocchi and Claudio Pessina; and outside legal counsel Gianpaolo Zini.
Prosecutors have accused Tonna of helping construct a web of offshore holding companies with fictitious assets, leaving the company with its huge accounting hole. Penca, formerly the chairman of the Italian arm of Grant Thornton, has resigned.
Grant Thornton had served as Parmalat’s auditor since 1990, according to published reports. After it was replaced as the company’s main auditor by Deloitte and Touche in 1999, Grant Thornton stayed on to review the books of Bonlat, the Cayman Islands subsidiary at the heart of Parmalat’s bankruptcy.
Italian news reports have said investigators believe 250 million euros raised in a bond issue by a Brazilian unit of Parmalat ended up in Malta, having passed through a Cayman Islands account of a unit of Santander Central Hispano, according to Reuters.
Questions have also been raised about U.S. banks, which helped manage the sale of about 8 billion euros’ worth of Parmalat bonds between 1997 and 2002. U.S. investors bought more than $1.5 billion of Parmalat bonds.
Indeed, a top SEC inspector told Italian newspaper Corriere della Sera over the weekend that the commission was looking to see if Bank of America and other firms had been “negligent or reckless” in their involvement in Parmalat bond sales, according to the wire service.
Bank of America is believed to have organized private placements of some $500 million of Parmalat bonds since 1997 and has been involved in structuring other business for the group, added the SEC.
Four Italian banks are also being scrutinized for their loans to Parmalat.
The SEC’s complaint alleges from August through November 2003, Parmalat fraudulently offered $100 million of unsecured senior guaranteed notes to U.S. investors by materially overstating the company’s assets and materially understating its liabilities.
In addition, the commission asserts that Parmalat falsely stated to U.S. investors that it used its “excess cash balances” — which actually did not exist — to repurchase corporate debt securities worth about $3.6 billion, when in fact it had not repurchased those debt obligations and they remained outstanding. The $100 million note offering failed, the commission added, after Parmalat’s auditors raised questions about certain company accounts.
The complaint further alleges that as of the end of 2002, Parmalat purportedly held the cash and marketable securities in an account at Bank of America in New York City in the name of Bonlat Financing Corp., a wholly owned subsidiary incorporated in the Cayman Islands. Bonlat’s auditors certified its 2002 financial statements based upon a false confirmation that Bonlat held these assets at Bank of America.
In fact, the SEC further alleged, the bank account and the assets did not exist and the purported confirmation had been forged.
Corporate Insiders Are Big Sellers, Not Buyers
The stock market revival may have picked up in 2004 where it left off at the end of 2003, but top corporate executives seemingly want no part of the rally.
U.S. executives and officers are apparently more actively selling than buying. The value of sales has exceeded purchases by at least 20 to 1 for the past eight months, according to Bloomberg. On 11 of the 16 times that happened, the stock market declined six months later, according to the wire service, citing Lon Gerber, Thomson Financial’s director of insider research.
The so-called insiders cut their purchases of shares in the companies they control by 29 percent in 2003, to an eight-year low. It was also the fourth straight year they reduced their buying activity.
Meanwhile, sales surged 34 percent to $42.6 billion, led by Microsoft Corp. chairman Bill Gates and Dell Inc. chief executive officer Michael Dell.
In fact, selling increased for the first time since 2000, when tech and Internet stocks peaked before all but vaporizing.
Major Stories You Might Have Missed
Welcome back.
While you were spending time with family, opening gifts, relaxing in the Caribbean sun, or — perish the thought — toiling nearly alone in a deserted office, you might have missed a number of major stories, especially if you shunned newspapers and the web. Here’s a quick update.
- The SEC settled civil fraud charges against Vivendi Universal, S.A., former CEO Jean-Marie Messier, and former CFO Guillaume Hannezo.
The settlements include Vivendi’s consent to pay a $50 million civil penalty, Messier’s agreement to relinquish his claims to about $25 million in severance that he negotiated just before he resigned from the company, and agreements by Messier and Hannezo to pay disgorgement and civil penalties totaling more than $1 million.
- The New York Stock Exchange suspended trading in the common stock of Footstar Inc. due to uncertainty regarding the retailer’s restatement of past results and its continued delay in completing current financial statements.
- Interpool Inc. announced that it will further delay the completion of its restated 2000 and 2001 financial statements and 2002 financial statements and the filing of its annual report to allow the company and its auditors to complete further analysis of the accounting for a pending claim by Interpool under its insurance policy covering lease defaults.
This analysis was prompted by a comment by a representative of the Securities and Exchange Commission at a mid-December conference on accounting, which precipitated the need for further review by Interpool and its auditors of Interpool’s accounting for this insurance contract, the company pointed out.
The new accounting issue under consideration relates to a previously disclosed claim submitted by Interpool to its insurance carriers, seeking to recover amounts owed by a significant customer based in South Korea. The customer had defaulted on its lease payments and commenced insolvency proceedings in 2001.
- A bankruptcy judge ruled against US Airways Group Inc., which has been challenging the Pension Benefit Guaranty Corp.’s estimate of the airline’s pension-fund shortfall. The PBGC’s recoveries will be based on its filed claim of $2.1 billion, not the $890 million the company asserted, according to the pension agency.
- The pay package of Tyco International Ltd. chairman Edward Breen surged in value to at least $172 million at the end of 2003, thanks to the company’s soaring stock price, according to reports.
- Micromuse Inc. said it would restate its financials for the past four years after it completes an internal review of its accounting for accrued expenses and expense recognition. The company expects that these adjustments will result in a positive impact to earnings in certain periods and a negative impact in others.
- Jewelry retailer Friedman’s Inc., currently embroiled in an accounting scandal, delayed filing its annual report and received a default notice from its lenders.
- Symbol Technologies Inc., caught up in an accounting scandal of its own, announced that chief executive Richard Bravman resigned after only 17 months on the job due to his involvement in the questionable accounting practices.
The bar code company also filed its 2002 annual report, which includes a restatement for the years 1998 through 2001 as well as the first three quarters of 2002. This filing had been delayed twice.
Symbol said that in the second quarter of 2001, Bravman participated in a single transaction initiated by others at the company that involved the premature recognition of about $860,000 in revenue.